NORMAN, OK, December 17, 2004 -- Boundless Motor Sports
Racing, Inc., (OTCBB: BMSR) (Boundless) d/b/a DIRT MotorSports
announced that it has purchased Mid-America Racing Series, (MARS), a
regional late model sanctioning body based in Arkansas. Established in
2000, more than 350 drivers have competed at twenty-four tracks in seven
states during the series' history.

The series was originally created by Batesville Speedway owner and
promoter Mooney Starr in order to offer local late model drivers a
regional late model series with competitive purses. In 2004, with title
sponsorship from the nationally recognized O'Reilly Auto Parts, the
series schedule included 33 race nights and paid out $125,000 in points
funds.

"The Mid-America Racing Series has a strong following throughout
the Southern and Midwestern parts of the country," said Paul A.
Kruger, Chairman and CEO. "The acquisition follows the objectives
of our business plan in order to create a more unified late model
national touring series that benefits the team owners, drivers, sponsors
and promoters."

Along with the recent acquisition of UMP and the Stacker 2® Xtreme
DirtCar Series, the MARS acquisition strengthens the Company's
position as the largest and most recognized sanctioning body for sprint,
late model and modified dirt track racing in the United States.
In 2004, an estimated more than 3.5 million fans attended World of
Outlaws® and DIRT Series sanctioned events to watch the best drivers in
the industry perform. Management expects to be able to build upon the
success of its 2004 season and anticipates significant attendance growth
for 2005.

"It is very important to have strong regional support for our World
of Outlaws Stacker 2 Late Model national tour and for MARS to assist us
in achieving our goals," said Bobby Hartslief, Boundless'
COO.